What is Scott Howe’s LiveRamp (RAMP) share ownership after these transactions?

After the reported transactions, Scott Howe directly held 1,363,894 shares of LiveRamp common stock. He also had 3,148.0113 additional shares held indirectly through a managed account identified as Managed Account 1.

LiveRamp (RAMP) CEO Howe reports 168,924-share award and 111,175 shares withheld for taxes

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. director and CEO Scott E. Howe reported equity compensation activity and related tax withholding in company stock. On May 22, 2026, he received a grant of 168,924 shares of common stock at $0.00 per share, earned from performance stock units granted in 2023 under the 2005 Equity Compensation Plan. To cover tax obligations from the vesting of these PSUs and other restricted stock units on that date, the issuer withheld a total of 111,175 shares at $37.70 per share. Following these transactions, Howe directly owned 1,363,894 shares of LiveRamp common stock, with an additional 3,148.0113 shares held indirectly through a managed account.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Howe Scott E

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	COMMON STOCK, $.10 PAR VALUE	168,924	$0.00	--
Tax Withholding	COMMON STOCK, $.10 PAR VALUE	85,217	$37.70	$3.21M
Tax Withholding	COMMON STOCK, $.10 PAR VALUE	3,503	$37.70	$132K
Tax Withholding	COMMON STOCK, $.10 PAR VALUE	3,913	$37.70	$148K
Tax Withholding	COMMON STOCK, $.10 PAR VALUE	18,542	$37.70	$699K
holding	COMMON STOCK, $.10 PAR VALUE	--	--	--

Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 1,363,894 shares (Direct, null); COMMON STOCK, $.10 PAR VALUE — 3,148.011 shares (Indirect, BY MANAGED ACCOUNT 1)

Footnotes (1)

These shares were earned by the reporting person in connection with the performance stock units ("PSUs") granted pursuant to the 2005 Equity Compensation Plan to the reporting person in 2023. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 22, 2026, as a result of the PSU vesting disclosed above. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 22, 2026, when restricted stock units belonging to the reporting person vested.

Key Figures

Equity award: 168,924 shares Tax-withheld shares total: 111,175 shares Tax withholding price: $37.70 per share +2 more

5 metrics

Equity award 168,924 shares Grant/award acquisition of common stock at $0.00 per share

Tax-withheld shares total 111,175 shares Shares withheld to satisfy tax obligations at $37.70 per share

Tax withholding price $37.70 per share Price used when 111,175 shares were withheld for taxes

Direct holdings after transactions 1,363,894 shares Scott Howe’s direct LiveRamp common stock ownership after Form 4 activity

Indirect holdings after transactions 3,148.0113 shares Indirect ownership via Managed Account 1 after Form 4 activity

Key Terms

performance stock units ("PSUs"), restricted stock units, 2005 Equity Compensation Plan, tax obligations, +1 more

5 terms

performance stock units ("PSUs") financial

"These shares were earned by the reporting person in connection with the performance stock units ("PSUs") granted pursuant to the 2005 Equity Compensation Plan"

restricted stock units financial

"when restricted stock units belonging to the reporting person vested"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2005 Equity Compensation Plan financial

"PSUs granted pursuant to the 2005 Equity Compensation Plan to the reporting person in 2023"

tax obligations financial

"These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 22, 2026"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

05/27/2026 - 04:35 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Howe Scott E

(Last)

(First)

(Middle)

LIVERAMP HOLDINGS, INC.

225 BUSH STREET, 17TH FLOOR

(Street)

SAN FRANCISCO

CALIFORNIA

94104

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
LiveRamp Holdings, Inc. [ RAMP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CHIEF EXECUTIVE OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
COMMON STOCK, $.10 PAR VALUE	05/22/2026		A		168,924⁽¹⁾	A	$0	1,363,894	D
COMMON STOCK, $.10 PAR VALUE	05/22/2026		F		85,217⁽²⁾	D	$37.7	1,278,677	D
COMMON STOCK, $.10 PAR VALUE	05/22/2026		F		3,503⁽³⁾	D	$37.7	1,275,174	D
COMMON STOCK, $.10 PAR VALUE	05/22/2026		F		3,913⁽³⁾	D	$37.7	1,271,261	D
COMMON STOCK, $.10 PAR VALUE	05/22/2026		F		18,542⁽³⁾	D	$37.7	1,252,719	D
COMMON STOCK, $.10 PAR VALUE								3,148.0113	I	BY MANAGED ACCOUNT 1

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These shares were earned by the reporting person in connection with the performance stock units ("PSUs") granted pursuant to the 2005 Equity Compensation Plan to the reporting person in 2023.

2. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 22, 2026, as a result of the PSU vesting disclosed above.

3. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 22, 2026, when restricted stock units belonging to the reporting person vested.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: SCOTT E. HOWE	05/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did LiveRamp (RAMP) CEO Scott Howe report in this Form 4?

Scott Howe reported an equity award and related tax withholding in LiveRamp stock. He received 168,924 shares from performance-based awards and had 111,175 shares withheld to satisfy tax obligations tied to vesting PSUs and restricted stock units.

How many LiveRamp (RAMP) shares did the CEO receive as an award?

Scott Howe received 168,924 shares of LiveRamp common stock as a grant at $0.00 per share. These shares were earned from performance stock units granted in 2023 under the company’s 2005 Equity Compensation Plan.

Why were LiveRamp (RAMP) shares withheld from Scott Howe on May 22, 2026?

LiveRamp withheld shares from Scott Howe to cover tax obligations arising from equity vesting. A total of 111,175 shares were withheld at $37.70 per share when performance stock units and restricted stock units vested on May 22, 2026.

Are the LiveRamp (RAMP) Form 4 transactions open-market buys or sells?

The Form 4 reflects compensation-related activity, not open-market trades. It shows a grant of 168,924 shares and tax-withholding dispositions of 111,175 shares, where LiveRamp retained shares to pay Howe’s tax liabilities on vesting equity awards.